CHINA LONGYUAN POWER GROUP 23/07/2021 EGM
1.1Approve Summary for the Plan for the Transaction of Absorption and Merger of Pingzhuang EnergyFor
1.2Approve Parties Involved in the Transaction of the Merger: Longyuan Power and Pingzhuang EnergyFor
1.3Approve Related Party Transaction: Approve Class and Nominal Value of Shares of Merger For
1.4Approve Targets of the Share Swap and Registration Date of Implementation of the MergerFor
1.5Approve Related Party Transaction: Issue Price and Conversion Price of Longyuan PowerFor
1.6Approve Related Party Transaction: Approve Conversion RatioFor
1.7Approve Related Party Transaction: Number of Shares to be Issued Under the Share SwapFor
1.8Approve Related Party Transaction: Listing and Trading of A Shares of Longyuan PowerFor
1.9Approve Related Party Transaction: Treatment of Fractional SharesFor
1.10Approve Related Party Transaction: Treatment of Shares of Pingzhuang Energy with Restricted RightsFor
1.11Approve Related Party Transaction: Lock-up Period ArrangementFor
1.12Approve Related Party Transaction: Protection Mechanism for the Dissenting Shareholders of Longyuan PowerFor
1.13Approve Related Party Transaction: Protection Mechanism for the Dissenting Shareholders of Pingzhuang EnergyFor
1.14Approve Scheme of Arrangement in Respect of the MergerFor
1.15Approve Scheme of Arrangement for the Transitional Period of the MergerFor
1.16Approve Distribution of Retained ProfitsFor
1.17Approve Placement of StaffFor
1.18Approve Parties Involved in the Transaction of the Assets DisposalFor
1.19Approve Related Party Transaction: Approve Asset DisposalFor
1.20Approve Transaction price and pricing basis for the Transaction of the Assets DisposalFor
1.21Approve Arrangement for the Assets Delivery of the Assets DisposalFor
1.22Approve Profit and Loss of the Assets Disposal during the Transitional PeriodFor
1.23Approve Placement of Staff Involved in the Assets DisposalFor
1.24Approve Parties involved in the Transaction of the Purchase through CashFor
1.25Approve Related Party Transaction: Assets to be PurchasedFor
1.26Approve Related Party Transaction: Transaction price and pricing basis for the Transaction of the Purchase through CashFor
1.27Approve Arrangement for the Assets Delivery of the Purchase through CashFor
1.28Profit and Loss of the Purchase through Cash during the Transitional PeriodFor
1.29Approve Placement of Staff involved in the Purchase of Assets through CashFor
1.30Approve Performance Commitment and Compensation Involved in the Purchase of Assets through CashFor
1.31Approve Validity Period of Resolutions For
2Approve Agreement on Absorption and Merger Through Share SwapFor
3Approve the Assets Disposal Agreement For
4Approve Agreement on Purchase of Assets through Cash For
5Approve Profit Compensation AgreementFor
6Approve A Share Price Stabilization Plan of China Longyuan Power Group Corporation LimitedOppose
7Approve the Dividend Distribution PlanFor
8Dilution of Immediate returns by the Transaction and Proposed Remedial MeasuresFor
9Amend Articles: 1, 2, 7, 8, 13, 20, 23, 25, 30, 54, 59, 62, 63, 64 (65), 65 (66), 66 (67), 68 (69), 69 (70), 73 (75), 79, 80, 82, 83, 84, 87, 88, 94, 95, 96, 97, 98, 99, 100, 101, 102, 105, 107, 108, 109, 110, 111, 112, 113, 114, 115, 116, 117, 118, 119, 121, 122, 123, 124, 128, 129, 135, 136, 138, 139, 141, 142, 149, 150, 151, 155, 161, 164, 166, 167, 168, 171, 182, 195, 198, 203, 207, 213, 214, 215, 216, 217, 220, 221, 222, 223, 225, 228, 239, 240, 242, 243, 245, 250, 251, 252, 254, 255, 258, 262 and 264.For
10Authorization to the Board and its authorized persons to deal with matters relating to the Transaction by the general meetingFor
11Approve General Share Issue Mandate (A Shares)For
12Approve Release of Directors from Non-Competition RestrictionOppose
13Approve Absorption and Merger of Pingzhuang Energy through Share Swap by the CompanyFor
14Approve Report of the Absorption and MergerFor
15Approve the Audit Report Related to the TransactionFor
16Approve the Assessment Report Related to the TransactionFor
17Approve Independence of the Valuation Agency: Zhong Ming AppraisalFor
18Approve Self-evaluation ReportFor
19Confirmation of the Valuation Report Related to the MergerFor
20Approve Independence of the Appraisal Agency (China United Appraisal)For
21Approve Relevant Commitments and Restraint Measures issued by the Company Regarding the TransactionFor
22Approve Administrative Measures for External Guarantees applicable after the listing of A Shares of the CompanyFor
23Approve Related Party Transaction During the Reporting Period: 2018, 2019 and 2020For